v3.26.3
Fair Value Measurements
 9 Months Ended
Sep. 30, 2026
Fair Value Disclosures [Abstract]  
Fair Value Measurements FAIR VALUE MEASUREMENTS
The Company’s financial assets and liabilities measured at fair value on a recurring basis were as follows:
As of September 30, 2026
(in thousands)Level 1Level 2Level 3Total
Assets      
Money market investments (1) 
$— $7,913 $— $7,913 
Marketable equity securities (2)
1,069,741 — — 1,069,741 
Other current investments (3)
— 4,330 — 4,330 
Total Financial Assets
$1,069,741 $12,243 $— $1,081,984 
Liabilities
  
  
  
Interest rate swaps (4) 
$— $60 $— $60 
Mandatorily redeemable noncontrolling interest (5)
— — 7,273 7,273 
Total Financial Liabilities
$— $60 $7,273 $7,333 

As of December 31, 2025
(in thousands)Level 1Level 2Level 3Total
Assets
  
  

  
Money market investments (1) 
$— $5,251 $— $5,251 
Marketable equity securities (2)
1,081,938 — — 1,081,938 
Other current investments (3)
— 7,032 — 7,032 
Total Financial Assets
$1,081,938 $12,283 $— $1,094,221 
Liabilities
  
  

  
Contingent consideration liabilities (6)
$— $— $1,526 $1,526 
Interest rate swaps (4)
— 2,289 — 2,289 
Mandatorily redeemable noncontrolling interest (5)
— — 8,401 8,401 
Total Financial Liabilities
$— $2,289 $9,927 $12,216 
____________
(1)
The Company’s money market investments are included in cash and cash equivalents and the value considers the liquidity of the counterparty.
(2)
The Company’s investments in marketable equity securities are held in common shares of U.S. and non-U.S. corporations that are actively traded on U.S. and non-U.S. stock exchanges. Price quotes for these shares are readily available.
(3)
Includes mutual funds, which are valued using a market approach based on the quoted market prices of the security or inputs that include quoted market prices for similar instruments.
(4)
Included in Other Liabilities. The Company utilized a market approach model using the notional amount of the interest rate swaps multiplied by the observable inputs of time to maturity and market interest rates.
(5)
The fair value of the mandatorily redeemable noncontrolling interest is based on the fair value of the underlying subsidiaries owned by GHC One and GHC Two, after taking into account any debt and other noncontrolling interests of its subsidiary investments. The fair value of the owned subsidiaries is determined using enterprise value analyses which include an equal weighing between guideline public company and discounted cash flow analyses.
(6)
Included in Accounts payable, vehicle floor plan payable and accrued liabilities and Other Liabilities. The Company determined the fair value of the contingent consideration liabilities using either a Monte Carlo simulation, Black-Scholes model, or probability-weighted analysis depending on the type of target included in the contingent consideration requirements (revenue, EBITDA, client retention). All analyses included estimated financial projections for the acquired businesses and acquisition-specific discount rates.
The following tables provide a reconciliation of changes in the Company’s financial liabilities measured at fair value on a recurring basis, using Level 3 inputs:
(in thousands)Contingent consideration liabilitiesMandatorily redeemable noncontrolling interest
As of December 31, 2025
$1,526 $8,401 
Changes in fair value (1)
— (1,007)
Capital contributions
— 4 
Accretion of value included in net income (1)
28 — 
Settlements or distributions
(299)(125)
Foreign currency exchange rate changes
(2)— 
Disposition of business(1,253)— 
As of September 30, 2026
$— $7,273 
(in thousands)Contingent consideration liabilitiesMandatorily redeemable noncontrolling interest
As of December 31, 2024$1,419 $159,548 
Changes in fair value (1)
— 68,278 
Capital contributions
— 80 
Accretion of value included in net income (1)
163 — 
Settlements or distributions
(317)(205,719)
Foreign currency exchange rate changes
186 — 
As of September 30, 2025$1,451 $22,187 
____________
(1)Changes in fair value and accretion of value of contingent consideration liabilities are included in Selling, general and administrative expenses and the changes in fair value of mandatorily redeemable noncontrolling interest is included in Interest expense in the Company’s Condensed Consolidated Statements of Operations.
Mandatorily Redeemable Noncontrolling Interest. The mandatorily redeemable noncontrolling interest represents the ownership portion of a group of minority shareholders, consisting of a group of current and former senior managers of the healthcare business, in subsidiaries of GHG. The Company established GHC One and GHC Two as vehicles to invest in a portfolio of healthcare businesses together with the group of senior managers of GHG. As the holder of preferred units, the Company is obligated to contribute 95% of the capital required for the acquisition of portfolio investments with the remaining 5% of the capital coming from the group of senior managers. The operating agreements of GHC One and GHC Two require the dissolution of the entities on March 31, 2026, and March 31, 2029, respectively, at which time the net assets will be distributed to its members. As a preferred unit holder, the Company will receive an amount up to its contributed capital plus a preferred annual return of 8% (guaranteed return) after the group of senior managers has received the redemption of their 5% interest in net assets (manager return). All distributions in excess of the manager and guaranteed return will be paid to common unit holders, which currently comprise the group of senior managers of GHG. The Company may convert its preferred units to common units at any time after which it will receive 80% of all distributions in excess of the manager return, with the remaining 20% of excess distributions going to the group of senior managers as holders of the other common units. The mandatorily redeemable noncontrolling interest related to GHC One is reported as a current liability at September 30, 2026 and December 31, 2025 in the Condensed Consolidated Balance Sheets. The mandatorily redeemable noncontrolling interest related to GHC Two is reported as a noncurrent liability at September 30, 2026 and December 31, 2025 in the Condensed Consolidated Balance Sheets.
Other. During the nine months ended September 30, 2026, in connection with the sale of the KLG disposal group, the Company recognized total impairment charges of $19.0 million, consisting of a $1.0 million goodwill impairment charge and an $18.0 million impairment charge related to the disposal group. The Company used a market approach to estimate the fair value of KLG disposal group (see Note 2 and 6).
During the three and nine months ended September 30, 2025, the Company recorded intangible and other long-lived asset impairment charges of $2.2 million. The remeasurement of other long-lived assets is classified as a Level 3 fair value assessment due to the significance of unobservable inputs developed in the determination of the fair value. The Company used a discounted cash flow model to determine the estimated fair value of the other long-lived assets. The Company made estimates and assumptions regarding future cash flows, discount rates and long-term growth rates.
During the three and nine months ended September 30, 2026, the Company recorded impairment charges of $0.5 million and $6.3 million on its investments in affiliates (see Note 3). The Company used a market approach to determine the estimated fair value of its investment in affiliates.
During the three and nine months ended September 30, 2026, the Company recorded impairment losses of $0.1 million, to equity securities that are accounted for as cost method investments. During the three and nine months ended September 30, 2025, the Company recorded impairment losses of $1.5 million and $14.2 million, respectively, to equity securities that are accounted for as cost method investments.